hello~~ it is so difficult to solute this problem. i made a out proc server componnet in Multi Thread Apartment. and made a wsdl file (isapi listner type ) and connected from client through out the Soap toolkit to this comserver.. and i setup the max thread count value in registry as a 3000( NumThreads = 3000 ) but it can't create server componenet over the 514.. what's the problem..? may be some configuration protect create thread.. i can't fine exactly reason.. help me..~~~ oerr@msn.com